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Winsome Breweries Ltd.

BSE: 526471 Sector: Consumer
NSE: N.A. ISIN Code: INE391C01011
BSE 00:00 | 24 Apr 3.78 -0.18
(-4.55%)
OPEN

3.78

HIGH

3.78

LOW

3.78

NSE 05:30 | 01 Jan Winsome Breweries Ltd
OPEN 3.78
PREVIOUS CLOSE 3.96
VOLUME 5
52-Week high 11.65
52-Week low 3.67
P/E
Mkt Cap.(Rs cr) 10
Buy Price 3.78
Buy Qty 176.00
Sell Price 3.96
Sell Qty 5.00
OPEN 3.78
CLOSE 3.96
VOLUME 5
52-Week high 11.65
52-Week low 3.67
P/E
Mkt Cap.(Rs cr) 10
Buy Price 3.78
Buy Qty 176.00
Sell Price 3.96
Sell Qty 5.00

Winsome Breweries Ltd. (WINSOMEBREW) - Auditors Report

Company auditors report

TO THE MEMBERS OF WINSOME BREWERIES LIMITED

Report on the Standalone Ind AS Financial Statements

We have audited the accompanying Standalone Ind AS financial statements of WINSOMEBREWERIES LIMITED (‘the Company) which comprise the Balance Sheetasat31 March 2018and the Statement of Profitand Loss (including Other Comprehensive Income) the CashFlowStatementand the Statement of Changes in Equity for the year then ended andasummaryof the significantaccounting policies and other explanatory information.

Management's Responsibility for the Standalone Ind AS Financial Statements

The Company's Board of Directors is responsible for the matters stated In Section134(5) of the Companies Act 2013 ("the Act") with respect to the preparation ofthese Standalone Ind AS financial statements that give a true and fair view of the stateof affairs (financial position) profit or loss (financial performance including othercomprehensive income) cash flows and changes In equity of the Company in accordance withthe accounting principles generally accepted In India including the Indian AccountingStandards (Ind AS) prescribed under Section 133 of the Act read with the Companies (IndianAccounting Standards) Rules 2015 as amended This responsibility also includes maintenanceof adequate accounting records in accordance with the provisions of the Act forsafeguarding the assets of the Company and for preventing and detecting frauds and otherirregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the Standalone Ind AS financial statements that give atrue and fair view and are free from material misstatement whether due to fraud or error.

Auditor's Responsibility

Our responsibility Is to express an opinion on these Standalone Ind AS financialstatements based on our audit. We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be included in theaudit report under the provisions of the Act and the Rules made there under. We conductedour audit of the Standalone Ind AS financial statements in accordance with the Standardson Auditing specified under Section 143(10) of the AcL Those Standards require that wecomply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether the Standalone Ind AS financial statements are free from materialmisstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the Standalone Ind AS financial statements. The procedures selecteddepend on the auditor's judgment including the assessment of the risks of materialmisstatement of the Standalone Ind AS financial statements whether due to fraud or error.In making those risk assessments the auditor considers internal financial controlsrelevant to the Company's preparation of the Standalone Ind AS financial statements thatgive a true and fair view in order to design audit procedures that are appropriate in thecircumstances. An audit also includes evaluating the appropriateness of tne accountingpolicies used and the reasonableness of the accounting estimates made by the Company'sDirectors as well as evaluating the overall presentation of the Ind AS financialstatements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Standalone Ind AS financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid Standalone Ind AS financial statements give the informationrequired by the Act In the manner so required and give a true and fair view in conformitywith the accounting principles generally accepted in India including the Ind AS of thestate of affairs (financial position) of the Company as at 31 March 2018 and its profit(financial performance including other comprehensive income) its cash flows and thechanges in equity for the year ended on that date.

Other Matters

The comparative financial information of the Company for the year ended 31 March 2017and the transition date opening balance sheet as at 1 April 2016 included in theseStandalone Ind AS financial statements are based on the previously issued statutoryfinancial statements prepared In accordance with the Companies (Accounting Standards)Rules 2006 audited by the then statutory auditor of the company whose audit report forthe year ended 31* March 2017 & 31* March 2016 dated 30* May 2017 & 30* May 2016respectively expressed an unmodified opinion on those Standalone financial statements asadjusted for the differences in the accounting principles adopted by the Company ontransition to the Ind AS which have been audited by us.

Our opinion is not modified in respect of above matter.

Report on Other Legal and Regulatory Requirements

1. As required by tne Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government in terms of Section 143(11) of the Act and on the basisof such checks of the books and records of the Company as we considered appropriate andaccording to the information and explanations given to us we give in "AnnexureI" a statement on the matters specified In paragraphs 3 and 4 of the said Order.

2. As required by Section 143(3)of the Act we report that:

(a) We have sought and obtained all the information and explanations which to the bestof our knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion. proper books of account as required by law have been kept by theCompanys of arrest appears from our examination of those books.

(c) The Balance Sheet the Statement of Profit and Loss (including the OtherComprehensive Income) the Cash Row Statement and the Statement of Changes in Equity dealtwith by this Report are in agreement with the books of account.

(d) In our opinion the aforesaid Standalone Ind AS financial statements comply withthe Indian Accounting Standards prescribed under Section 133 of the Act read with theCompanies (Indian Accounting Standards) Rules 2015 as amended.

(e) On the basis of the written representations received from the directors as on 31stMarch 2018 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2018 from being appointed as a director in terms of Section164 (2) of the AcL

(f) We are enclosing herewith a report in Annexure II for our opinion on adequacy ofinternal financial controls system In place In the company and the operating effectivenessof such controls.

(g) With respect to the other matters to be included in the Auditors Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 In our opinionand to the best of our information and according to the explanations given to us:

i. The Company has disclosed the Impact of pending litigations on its financialposition in its Standalone Ind AS financial statements. Refer Note 37 to the financialstatements.

Ii. According to the information and explanations provided to us the Company did nothave any long-term contracts including derivative contracts for which there were anymaterial foreseeable losses.

iii. There has been no delay in transferring amounts required to be transferred duringthe year to the Investor Education and Protection Fund by the Company.

For APAS & CO
CHARTERED ACCOUNTANTS
Firm Regn. No. 000340C
PLACE : New Delhi (NOOPUR AGARWAL)
DATED: 30.05.2018 (PARTNER)
(M No. 428798)

ANNEXURE-1 TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 1 under 'Report on Other Legal and Regulatory Requirements'section of our report of even date)

i) In respect of its fixed assets:

a) The company has maintained proper records showing full particulars Includingquantitative details and situation of fixed assets.

b) As explained to us fixed assets have been physically verified by the management ina phased periodical manner which In our opinion Is reasonable having regard to the sizeof the Company and nature of its assets. As Informed to us no material discrepancies werenoticed on such physical verification.

c) Title deeds In respect of all immovable properties are held In the name of thecompany.

II) As explained to us physical verification has been conducted by the management atreasonable intervals in respect of Inventories of finished goods stores spare parts andraw materials. We were explained that no material discrepancies have been noticed onphysical verification.

III) As informed to us the company has not granted any loans secured or unsecured tocompanies firms Limited Liability Partnerships or other parties covered in the registermaintained under section 189 of the Companies Act 2013

iv) According to the Information and explanations given to us the company has compliedwith the provisions of Section 185 and 186 wherever applicable in respect of loans givenand Investments made by the company. We are Informed that the company has not provided anyguarantee or security during the year.

v) According to the Information and explanations given to us the company has notaccepted any deposits. in terms of the directives issued by the Reserve Bank of India andthe provisions of sections 73 to 76 or any other relevant provisions of the CompaniesAct2013and the rules framed there under.

vi) The Central Government has prescribed the maintenance of cost records undersub-section (I) of section 148 of the Companies Act In respect of certain Companies. Wehave broadly reviewed such records and are of the opinion that prescribed accounts andrecords have been maintained

vii) a) As per information and explanations given to us the company is regular indepositing undisputed statutory dues Including provident fund employees' state insuranceincome-tax sales-tax service tax duty of customs duty of excise value added tax cessand any other statutory dues with the appropriate authorities. As informed to us there areno outstanding statutory dues in arrears as at the last day of the financial yearconcerned for a period of more than six months from the date they became payable.

b) We have been informed that following disputed demands have not been deposited onaccount of pending appeals:

Nature of the dues Amount of Demand (Rs.) Amount Paid under Protest (Rs.) Balance Amount (Rs.) Forum where appeal spending
State Excise duty 30.50 0.00 30.50 Revenue Board
State Exciseduty 1.25 0.93 0.32 Honorable High Court of Rajasthan
Service Tax 0.46 0.05 0.41 Assistant Commissioner of Central Excise (Appeals)
Income Tax 1.97 0.00 1.97 Commissioner of Income Tax (Appeals) Kolkata
Service Tax 0.90 0.09 0.81 Assistant Commissioner of Central Excise (Appeals)
Service Tax 2970.43 184.07 2786.36 CESTAT New Delhi

vlii) Based on our audit procedures and on the basis of Information and explanationsgiven to us by the management we are of the opinion that there is no default in repaymentof loans or borrowings to the financial Institutions and banks as at the year end. Thereare no loans from Government and the company has not issued any debentures.

ix) The company has not raised any money during the year by way of term loans andinitial or further public offer.

x) Based upon the audit procedures performed and Information and explanations given bythe management we report that no fraud by the Company or on the company by its officersor employees has been noticed or reported during thecourse of our audit for theyear ended31.03.2018.

xi) According to information and explanations given to us the Company has not paid anymanagerial remuneration during the year requiring approvals as per provisions of section197 read with Schedule V of the Companies Act 2013.

xii) The provisions of clause (xil) of the Order are not applicable as the company Isnota Nidhi Company as specified in the clause.

xili) According to Information and explanations given to us we are of the opinion thatall related party transactions are in compliance with the Section 177 and 188 of CompaniesAct 2013. Necessary disclosures has been made in the financial statements as required bythe applicable accounting Standards.

xlv) According to Information and explanations given to us the company has not made anypreferential allotment or private placement of shares or debentures during the year.

xv) According the information and explanations given to us the Company has not enteredinto any non-cash transaction with the director or any person connected with him duringthe year.

xvi) In our opinion In view of Its business activities the company Is not required tobe registered under section 45IAof Reserve Bank of lndla Act 1934.

For APAS&CO
CHARTERED ACCOUNTANTS
Finn Regn. No. 000340C
PLACE: New Delhi (NOOPURAGARWAL)
DATED : 30.05.2018 (PARTNER)
(M No. 428798)

ANNEXURE- II TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 2(f) under 'Report on Other Legal and RegulatoryRequirements' section of our report of even date)

We have audited the internal financial controls over financial reporting of WINSOMEBREWERIES LIMITED ("the Company") as of 31" March 2018.

In conjunction withouraudit of the standalone Ind AS financial statements of theCompany for the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls Over Financial Reportingissued by the Institute of Chartered Accountants of India. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to company's policies the safeguarding of its assets the preventionand detection of frauds and errors the accuracy and completeness of the accountingrecords and the timely preparation of reliable financial information as required underthe Companies Act 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's Internal financialcontrols over financial reporting based on our audit. We conducted our audit in accordancewith the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting(the "Guidance Note") and the Standards on Auditing Issued by ICAI and deemedto be prescribed under section 143(10) of the Companies Act 2013 to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both Issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate Internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects. Our auditinvolves performing procedures to obtain audit evidence about the adequacy of the Internalfinancial controls system over financial reporting and theiroperating effectiveness.

Our audit of internal financial controls over financial reporting Included obtaining anunderstanding of internal financial controls over financial reporting assessing the riskthat a material weakness exists and testing and evaluating the design and operatingeffectiveness of internal control based on the assessed risk. The procedures selecteddepend on the auditor's judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error. We believe thatthe audit evidence l/we have obtained is sufficient and appropriate to provide a basis forour audit opinion on the Company's Internal financial controls system over financialreporting.

Meaning of Internal Financial Controls Over Financial Reporting

A company's Internal financial control over financial reporting Is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes In accordance with generallyaccepted accounting principles. Acompany's Internal financial control over financialreporting includes those policies and procedures that

(1) pertain to the maintenance of records that In reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded as necessary to permitpreparation of financial statements In accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance with authorisations of management and directors of the company; and

(3) provide reasonable assurance regarding prevention or timely detection ofunauthorised acquisition use or disposition of the company's assets that could have amaterial effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become Inadequate because of changes In conditions orthatthedegree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion the company has In all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31 " March 2018 based onthe internal control over financial reporting criteria established by the companyconsidering the essential components of Internal control stated in the Guidance Note on"Audit of Internal Financial Controls Over Financial Reporting' Issued by theInstitute of Chartered Accountants of India.

For APAS & CO
CHARTERED ACCOUNTANTS
Firm Regn. No. 000340C
PLACE: New Delhi (NOOPURAGARWAL)
DATED: 30.05.2018 (PARTNER)
(M No. 428798